Going Private. Arthur M. Borden. Joel A. Yunis. Law Journal Press. 1 Volume. Looseleaf format. Current through Release 58/October 2019. Ex-private law firm library with property stamps and shelf location label at foot of spine, else very good. Publisher's Price USD 806. Special $150. * Whether your transaction is completed by LBO, merger, sale or reverse stock split, Going Private provides the practical and thorough analysis you need to help it survive scrutiny under governing state law standards. Going Private offers pointers on structuring the transaction, preparing the proxy statement, and defining the roles of the independent directors, attorneys, and financial advisors. In addition, it analyzes the entire fairness rule and burden shifting, state anti-takeover legislation, leveraged buyouts, shareholder reliance on fairness opinions, squeeze-outs, restructurings, going dark, the duties of directors, and the applicability of the business judgment rule to hostile bids for control. The book also provides charts of the principal terms of recent acquisitions transactions, and discusses the impact of recent court decisions relating to material adverse change clauses and acquisitions.
Book number 70977